Didn't I See You Crying
by and care
Summary: Fingers dialed the number automatically, back pressing against the wood headboard of his bed heavily. Come on. Answer the phone. PHEELY & rated t for safety if there are requests i'll make a sequel or prequel
1. Chapter 1

**DISCLAIMER**: I do not own Phil of the Future, I have no connections to the actors or the people involved with the creation of the program. This is just the work of a fan.

**AN: **This is my first fanfic in a good long while, so go easy on me. I already have most of this story written out and so I'll probably be updating almost every day.

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Life hadn't turned out quite as he'd expected it to. At the time he'd told himself that he was making the right decisions, that these things that seemed horrible and harsh at the moment, were in fact, the best choices he could make. He'd ignored the ache in his heart and followed his brain instead, followed it right into an Ivy League university and hundreds of miles away from the one person that'd kept him here in the first place. Now, in his Sophomore year at Brown, he wasn't so sure about any of that. He hadn't talked to her in a month. Not since that awkward conversation they'd had. She'd called him, obviously upset and blatantly refusing to admit it. He'd listened to her talk about the unimportant parts of the last few weeks of her life, put up with what seemed like endless rambling and then finally he'd given her a push and asked exactly why she was calling him. "What's wrong, Keely? You okay?" He could almost visualize her reaction in his head, see her lower lip tremble delicately, eyes squeezing tightly shut to push away whatever was eating at her. "Nothing. I have to go Phil. Take care, love you, bye." She'd hung up without waiting for his reply. He remembered holding the phone in his hand for a long while, staring at it in utter confusion until it started making a loud beeping sound. No, he really wasn't sure about anything these days.

He missed her. It didn't matter that they'd broken up after graduation, it wasn't important that their relationship had been tense ever since. All that he really cared about was seeing her, talking to her, hearing her voice in his ear. If she knew how frequently he giggled her, she'd probably be too creeped out to ever acknowledge his existence again. He couldn't help it. How else was he supposed to know what she was up to? She never called him and it was nice to watch her, to see her going about her everyday activities with that same quirky little bounce in her step. He loved how she hummed when she brushed her teeth, mouth all full of foam and still somehow, she was singing. He liked watching her laugh, the way her entire face brightened when she smiled...he was going to drive himself crazy. It was probably a good thing that his roomie was hardly ever around, if the guy had ever actually been there it was pretty likely that Phil would've driven him insane with his moaning and groaning. He pulled his pillow over his face, pushing a long sigh into the white fabric and then he relented. He'd only watch for a minute.

It didn't take him long to summon her image up on the screen, after all, this was just part of his day. He would do his school work and then he would sit on his bed and try to convince himself that he was okay without her. Eventually though, every single time, he'd realize that he wasn't. He needed her around in some way, shape or form. Giggling her was just the easiest way to do it...and it didn't involve admitting that he'd been wrong. The day played from the beginning in fast forward, he saw her eating a breakfast of toast and eggs, saw her walking from class to class on the arm of that guy (he didn't know his name and hoped that he'd never have to), watched as she put in her afternoon jog, watched when she stopped moving all of a sudden and raised a hand. Fingertips pressed gently to her temples, face crinkling up in pain at what he assumed must be a headache. He stopped assuming anything at all when she sat down abruptly on the sidewalk, cradling her head in her hands and then things went black, or rather, the screen went black.

"No, not now. Why do you have to die now?" Frustration evident in his voice he tossed aside the futuristic device and dove for something more modern. The cordless phone that was perched on his nightstand. Fingers dialed the number automatically, back pressing against the wood headboard of his bed heavily. "Come on. Answer the phone." He hadn't considered the part where Keely would probably want to know how he knew exactly what was going on with her, he didn't particularly care that he was probably going to scare her. He just needed to hear her on the other end of the line, he needed to know that she was okay. He just had to make sure that it wasn't anything serious and that maybe she'd just been having an off day. "Hey!" Relief. It flooded his veins so quickly that he nearly jumped off of his bed and did cartwheels, "This is Keely's answering machine. I had you for a second there, right? Leave a message!" So much for relief.


	2. Chapter 2

The skyak crash landed in the frontyard of the Diffy residence and Phil climbed off so quickly that he nearly tripped over his feet. Behind him, the device turned back into a ball. He pocketed it immediately and then hurried to the door, it only took one quick movement for him to realize that it was locked and he was stuck outside. Relentlessly he began banging against it, "Mom! Dad! Curtis!" Who answered the door was not any of the people he'd been hoping for. Instead it was Pim and she looked rather frustrated. Her long flaxen hair was drawn back in a sloppy ponytail at the back of her head, her newly lean figure clad in a set of black pajamas emblazoned with silver skulls, her face was strewn with yesterdays makeup. "What do you want? Shouldn't you be on the other side of the country? Far away? Go back, you don't belong here." Anyone else would've been taken aback by this greeting, Phil on the other hand, simply ruffled his sisters hair and slipped into the house. "Nice to see you too. Where's mom and dad?" Yawning sleepily, Pim offered him a nonchalant shrug. "Oh, I don't know. Sleeping. You know, that thing that normal people do when it's dark out."

He was just about to barge upstairs into his parents bedroom when he heard a familiar voice from the top of the staircase. "Phil? Is that you?" He had to squint his eyes against the dark to make out his mother standing on the landing, "Mom," he started to add more and would've probably talked for a long while if it weren't for how fast his mother ran down the stairs. "Oh honey, it's so nice to see you. Did Mandy call you? Is that why you're home?" The older woman pulled him into a tight hug, squeezing him until he found it very difficult to breathe. "If you want you can borrow the car to go see her tomorrow. You did use the skyak, right?" His eyebrows knitted together in confusion, "What? Go see who? What are you talking about?" At this his mother's grip loosed, she held him out at arms length, "You don't know? Keely didn't tell you?" He could feel his throat starting to tighten, it felt like his stomach was doing flips, "Tell me what? Whats going on?" Just the mere fact that his Mother pulled him into another hug scared him, he had the sneaking suspicion that this was something serious. "Oh Phil, Keely's well...she's sick." There was a strangled noise from the couch and for a moment he was distracted from his mother, Pim was curled up on the end of the sofa, sniffling against her own will. "This darn cold. Go ahead and talk but us sane people are going back to bed." She informed them before jumping up and hurrying up the stairs.

Blinking he looked back to his mom, "Sick sick or just sick?" He was pretty sure he already knew the answer to that question, knew even before his Mom told him, knew by the look in her eyes and by the way that his little sister was acting. "Sick sick, cancer I guess. They don't have a shot for that yet here." Back in 2121, people got cancer almost as frequently as they developed colds and got rid of it just as easily. A vaccine here and a few pills there, better within weeks. But here, now, people were dying from the illness...Phil knew that just as well as anyone else. "Cancer." He repeated, swallowing against the lump in his throat. "On the brightside the chemotherapys been working well, Mandy told me that the doctor said everything was really starting to clear up and that today was probably just her reaction to the treatment." He nodded and then blinked, "The treatment? How long has she been sick?" He watched his mom squint thoughtfully, lips pursing together as she tried to recall a specific time, "About a month, I think."

Realization struck him almost instantly, a month ago. That phone call. Her strangled voice, muffled words, that quick goodbye. She'd been trying to tell him something important and he hadn't been patient enough. He'd assumed that it was just Keely overreacting about something silly again, figured that she was having boy trouble or one of those equally trivial things. He'd never thought for a second that it was something of this magnitude and now she was sick and he hadn't been there for her. Phil had promised her so many times, over and over again, that he would always be there. He'd told her that it didn't matter what their relationship was, it didn't matter if he was mad at her or if she hated him, he would always take care of her. He'd never turn his back on her. "I'm going to bed." He informed his mother. He didn't give her time to answer or make any suggestions to alternative ideas, he just walked up the stairs and shut himself into his old bedroom.

How could he miss something this big? Especially when he'd been watching her every single day. How could he miss weeks in the hospital? How could he manage not to notice something like that? It wasn't possible, there was no way, he had to be dreaming. With that thought firm in his head, he tucked himself into the bed he'd spent all of his teenage years in. Tomorrow he'd wake up and he'd be back in his dorm at Brown, this was just a nightmare.


	3. Chapter 3

The sun was waging a full scale attack on Phil's bedroom, he squeezed his eyes shut tighter, willing sleep to stay just awhile longer. "Go away sun." This was spoke as a demand...a demand which the sun opted to ignore. "Go away." He pleaded once more and then finally, he forced himself to sit up. The sun wasn't going anywhere, he had to accept that. It took a few minutes for his eyes to fully adjust to the room around him, it took even longer for him to realize where he was. This wasn't college, this was Phil in his old bedroom at his parent's house. That noise in the hallway was his sister screaming about sausage, that grunting was Curtis in the backyard and that whistling was his father reading the newspaper as he walked down the staircase. "Oh no." He was still dreaming. He had to be. With all of the determination he could summon he began to pinch himself furiously, hoping that he'd jerk awake in reality. It didn't happen. "Great. I'm trapped."

It took him less than a minute to get dressed and down the stairs into the kitchen, (thank god for technology). "I'm borrowing the car." He informed his mom, pausing briefly to grab a can off the countertop. "Phil! Don't spray your breakfast, I made toast and eggs!" Toast and eggs. What Keely ate yesterday for breakfast and come to think of it, what she was eating for breakfast every single day he tuned into her on the giggle. "I can't." He explained simply, before spraying a donut into his hand and hurrying out the door. He ate on the way to the hospital, steering with one hand and chowing down with the other, he was getting better and better at this driving thing with every day that passed.

There was really only one hospital in town so it was natural to assume that Keely would be there. She was attending the local college after all, there wasn't really another option. The whole way from his house to the lobby of the hospital his mind had been so preoccupied with just seeing her that he hadn't taken the time to think about what he was going to say to her. It wasn't until he was standing outside of her room that he realized he was clueless. What was he supposed to say to his bestfriend and ex-girlfriend? What was one supposed to do in this kind of situation? He shook his head violently and knocked twice before opening the door, this was Keely. He didn't have to think about what to say to her, it should just come naturally.

The bed where Keely was supposed to be was empty, completely void of anything that would hint to the room having an occupant. He panicked inwardly, this was her room and she was not in it. What exactly did that mean? Maybe they'd just let her leave...maybe she wasn't as sick as everyone seemed to think she was. Then he noticed the glow coming from the other side of the room, the bathroom door was hanging open. Her back was to him but he could see her face in the mirror, he could see that she was brushing her teeth. That was the first indication that things were different now, the very first sign he picked up on...she wasn't humming.


	4. Chapter 4

Green eyes locked onto his in the mirror and she spat out the toothpaste in her mouth. "Phil Diffy!" This was followed by a quick swivel on her feet so that she could face him. He assumed that this was the part where she jetted across the room and jumped into his arms, overjoyed to see him and happy that he was finally here. His assumption was wrong, "What are you doing here? How'd you find out?" He blinked in confusion, "I'm kinda' from the future." This reminder was followed by a more defined response, "Giggle." For some reason she still looked confused. Reaching up she tugged absentmindedly on the cap that covered her head and then sighed, "How? I blocked you."

"You what? How? I didn't even know that was possible." He watched her as she slipped from the bathroom to her bed, she climbed onto the mattress, a shrug falling from boney shoulders. "Pim did it for me." As mind boggling as the fact that Pim had helped Keely was, he was more bothered by the part where she'd actually blocked him. So that was why the Giggle kept replaying the same exact thing over and over again. That was why Keely was always eating the same thing for breakfast, always humming the same song, always going to the same places with the same people. He'd thought that she was just very set in her ways, he'd never considered for a second that she'd ever block him off from her life. That whole scene on the sidewalk must've just been the machine breaking through the barrier and trying to catch up in the span of seconds...no wonder it'd blown a fuse. "Why?" His heart was pounding in his chest, he couldn't stop himself from being angry, couldn't help getting upset. "Why would you do that, Keely?" Her turquoise eyes widened, "I just-" He didn't allow her to finish the sentence, "I'm your friend. You're supposed to tell me these things, not hide them. You didn't want me around? What was it, Keely?"

It didn't take long for him to start feeling guilty. All it took was one tear from her already swollen eyes, "Of course I wanted you to be here, Phil. Of course I did." He hadn't noticed how weak she looked, how thin she was. Her arms were so tiny, her collarbone jutted out at a dangerous angle and the shadows on her face, the darkness in her eyes. Where had the glimmer gone? "I just- you were so busy and at Brown and your future is so important, Phil. I mean, you're really doing something and you're going to be something and how could I just-" She paused for a moment, tripping over her own sobs, "I didn't want to upset you." Another deep breath, "I guess, I didn't think it mattered, really."

"No." He was at her side, sitting down on the bed next to her and wrapping an arm gingerly around her increasingly small form. "How could you think that, Keels?" It didn't really surprise him when her arms wrapped around his neck, face buried into the fabric of his t-shirt. "I love you. You know I love you." But she was crying now, she probably couldn't even hear him talking to her. He tightened his grasp, pulling her close to him until he was certain that there was absolutely no space between the two of them. He could feel her body heaving under the pressure of her sobs, hear her breath coming out in heavy rasps, he could feel her tears stinging hot against his chest. Pulling away from her he cradled her face in his hands, directing her gaze to his and brushing away the tears with the pads of his thumbs. "There isn't anything that matters more. It's you, Keel. Always." He didn't explain to her what that meant, he figured that she didn't really need to know. Lips grazed her forehead and then he removed his hands gently from her, "Better? Gonna' make it?" She nodded, still sniffling quietly and taking deep breaths in an obvious effort to recover from her previous breakdown. "I'm so glad you're here." She admitted, a tiny smile turned up the corners of her lips, for an instant, he swore that he could see the old Keely somewhere inside that broken grin.


	5. Chapter 5

Seconds turned to minutes and minutes to days, soon a week had passed. Then two weeks. Each passing day brought more strength into the frail body of Phil Diffy's bestfriend. Keely Teslow was getting better and nothing made Phil happier.

"Whats green and has wheels?" They were walking, side by side, through the park. It was a warm day that spoke of summer in the near future, families were having picnics and teenagers were splashing in the lake. "I give up." He surrendered, looking over at her with a cheeky grin. "Grass. I was just kidding about the wheels." The blonde burst into giggles at her own joke, laughing so hard that at one point she actually hiccuped over her own chuckles. "HIL-AR-I-OUS." She insisted, elbowing him lightly in the ribs, "You could atleast give me a courtesy laugh." Lower lip jutted out in her trademark pout, eyes widening to fully take on 'the puppy-dog look'. This was something that she knew perfectly well he couldn't resist. "Haha, you're so funny. Now, quit looking at me like that." Obediently she returned to her unfaltering smile, arm hooking in his.

"What happened with that guy? The one in the giggle?" Phil wondered, jerking lightly on her arm so that she swayed closer to him. "The guy in the giggle?" She repeated, raising her eyebrows in consideration. "I don't know what you're talking about. Which guy?" She looked up at him, obviously confused. Hazel eyes narrowed down in her direction briefly, obviously in a lighthearted manner, "Oh, so there's a lot of them?" Again she elbowed him in the ribs, this time with a good deal more foce. "Don't imply that I'm a skeez, Phil Diffy. I can totally kick your butt." The laugh that escaped his lips at that moment was purely accidental, "What? You don't believe me? Do I have to prove it?" Now he was really going, laughing so hard that his sides were starting to hurt. "That's it." She declared, jumping suddenly onto his back and wrapping her arms tightly around his neck from behind.

"Are you going to piggy back me to death?" He was still laughing, she weighed so little that having her on his back was really not much of a burden. "I am intimidating." She informed him, slapping him roughly on the back twice. "OW! Okay, you're intimidating. Quit abusing me." A wide grin took over her features, leaning forward she planted a quick kiss to the spot where she'd hit him. "Now you can't complain." With this she jumped off his back, landing swiftly on her flip flop covered feet. For somebody so recently out of the hospital she sure was spry.

There was a place on Phil's back where his skin was on fire from the taste of her lips against the cotton fabric of his shirt. He wasn't here for that though, was he? He was here for Keely, here to help her get better. He wasn't here because he needed the guilty pleasure of her touch and she definitely didn't need to know that he coveted all of these gestures that seemed so small. It would probably scare her anyways. They'd been there before, they'd already done this...it'd been over for two years. Why did he still feel this way when it'd been Phil himself that'd ended their romantic career? None of it really made any sense.

"We broke up." Keely told him suddenly. There had been a long moment of silence where they'd both been absorbed in their own memories. "Yea. I know." He muttered, heartlessly. She looked up at him, eyebrow quirking curiously to his response. "If you knew already then why did you ask me?" He blinked several times in confusion before finally realizing what she was talking about. "OH, him. Why'd you break up?" Although he could still see the curiousity in her eyes, she continued talking as though nothing was there at all. "He wasn't strong enough. I told him that he couldn't do it and he pretty much agreed." This came as a bit of a shock to Phil. How anyone could turn down Keely Teslow, even when she was spiralling downwards, was beyond him. "Then you're better off." Keely only nodded, allowing her hand to find his as they strolled aimlessly through the park. His fingers slipped between hers, lacing comfortably into a position that was so familiar that it was basically second nature. She smiled.


	6. Chapter 6

SO, i haven't had a disclaimer in awhile. I don't own POTF, I don't know anyone involved with the show and I'm just a fan. Oh and I felt bad for not updating for a couple days so I went ahead and put up two chapters.

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"Phil..." He was sprawled out on the grass, eyes closed in quiet contentment. Keely was sitting beside him, eyes glued thoughtfully to the sky over her head. "Yea?" Pushing a lengthy sigh through glossed lips, she frowned, "Nevermind." His eyebrows knitted together in concern, "What? No secrets." He reminded her, speaking of the promise they'd made years ago after the toe-mato incident. "It's not really a secret though. It's a question. A question that I don't really want to ask...so nevermind." Reluctantly he opened an eye, just one though, and looked up at her with the most convincing glare he could muster. Which wasn't very convincing considering he mostly looked like he was winking. "Out with it."

"What happened to us?" She wondered. He closed his eye again, "What exactly do you mean?" Apparently he'd frustrated her with this reply to her question, "Oh Phil, you know damn well what I mean." It was the first time he'd heard Keely curse in years, normally her vocabularly was as clean as her reputation, something that shocked most people considering how beautiful she was. Long blonde hair, bright green eyes and that mouth...that body. People just assumed that she would be like every other girl her age, crazily into the party scene. Ready and willing to climb onto the nearest table and take off her clothes if you gave her enough liquor. He choked on his own saliva and suddenly realized that they were supposed to be having a conversation. "I don't know. I think we're fine." And he did. They felt fine, everything felt like it always had to him.

"No, Phil. You were in love with me. You love me, I know you do. But it's not the same thing anymore. Did you just fall _out_ of love? What happened?" The hint of hostility in her voice was surprisingly clear, even to him. One thing was sure though, his eyes were open now. Wide open. He pushed himself up into a sitting position so that he could look at her better, jaw dropping as though he were about to say something. She silenced him, pressing her palm briefly to his mouth to prevent him from speaking. She dropped it only a second later but his words were forgotten anyways. "We were good and God, I don't think I've ever been happier then when you showed up on my doorstep. I thought you were gone for good and then there you were," She forced out a dry, humorless laugh, drawing her eyes away from his and back up to the star filled sky. "I thought everything was going to be perfect forever, I thought we'd stay in love, get married, have five kids and live in a suburban house with a white picket fence. I thought we'd be happy." There was a glimmer in her eyes, a glimmer that he was incapable of defining. Maybe it was memories. Maybe it was tears. "Phil," She started, green eyes returning to his hazel ones. "I'm not happy."

It was clear at that moment what the glimmer was. A single tear fell from her eye and slipped down the perfect shaping of her cheekbone, tracing the contours of her face until it trickled onto her full lower lip. "Keely," Originally he'd intended to add more to that, instead he found himself tracing the path of that one teardrop over and over again with his eyes. Always ending there. On her mouth. And what would happen if he leaned forward at that moment and followed that same path with his lips, what would happen if his mouth landed on hers? What would happen if he reached out right at that moment and captured the life of that one teardrop, could he absorb all of the grief that had caused it in the first place? Could he feel it instead of her for just a second? "I love you." There it was. Words. He knew he was capable of intelligent English, it was just a matter of remembering how to put sentences together, a feat that was difficult to accomplish when he was so busy trying not to kiss her. "Sometimes I love you so much that there isn't room for anything else." He lifted a hand, palm landing tenderly on her cheek, fingers curling absentmindedly against the fabric of the cap she was wearing to conceal her hair. His nerves were on fire, he could feel her cheeks flushing underneath of his hand. He wanted so badly at that moment to pull her into him and never let her go, he wanted to hold onto her forever.

"Then why?" She asked, more tears rushing to join their lost relative. They hurried down her beautiful face, streaking her mascara and diminishing her previously perfect makeup. This wasn't something that Phil cared about. She was still the most amazing thing he'd ever seen, there were flying cars and cans that sprayed out donuts, but Keely...she was more. "Do you know how many times a day I wished that you were here? Do you have any idea how much I've missed you? Why?" She demanded, reaching up to remove his hand from her cheek and clasp it tightly in hers. He'd seen Keely hurt more in the past two weeks than he had in all of their years together. It was hard, especially when he realized that at least part of this was his fault.

"Because, I was leaving and you were staying. You're beautiful." He realized immediately that the last part of that statement didn't really fit in with the first, so he quickly amended himself, "You're beautiful and I knew there'd be people after you and-" This was when she hit him. Punched him right in the chest so hard that he completely forgot what he was talking about, "OWCH. What the hell?" She didn't bother to explain herself, instead she wiped the tears quickly from her cheeks and pushed herself up to her feet, "You, Phil Diffy, are a moron. You're a complete idiot." He forced himself to stand up as well, still holding a hand to his chest and grimacing. "And you're totally overreacting too." She added. He was surprised by how angry she was, hadn't they had this conversation years ago?

"Why are you so mad at me?" Girls. They would always be a mystery to him. Even Keely, who he had known for years, continued to constantly surprise him. "Because," She sighed, dropping her hands to her sides in utter resignation. "It should've been worth it, Phil, you should've trusted me. You should've known better." Then she left and he watched her go. So hypnotized by her words that he couldn't even bring himself to chase after her.


	7. Chapter 7

He wasn't sure how long he'd stayed there in the park, sitting in the grass and musing hopelessly over things that he'd already lost. He did know that the sky was starting to turn a paler shade of blue when he finally decided to trek back to his parents house. Phil had fallen asleep with Keely's face replaying in his mind, the wounded look in her eyes. God, he shouldn't have let her walk home by herself. She was sick, after all. What if she'd hurt herself? Underneath of all these quiet little murmurs in his brain, there was one thought that stood out bolder than the rest. She was never going to talk to him again. He'd closed the blinds and forced himself under the blankets, willing his mind to rest atleast for an hour or two.

It seemed like he had only been asleep for a second when somebody was shaking him, roughly, out of his slumber. "Wake up already, Phil. It's almost noon." He groaned unappreciatively, reaching out a lazy hand to swat at the very rude person. "Go away. Tired." This very rude person was also apparently, a very persistent person. "Are you a caveman now too? Hi, Curtis. Now get out of bed." He planned to fight this horrible human being with all of his might, every ounce of his strength, all of his defenses. In this case meaning that he grabbed his pillow and slammed it down over his face, both in an effort to drown out the sunlight and the offenders voice. The pillow was jerked roughly from his hands and finally, he forfeited. He blinked himself awake, raising a hand to wipe the sleep from his eyes.

"You sleep like a rock. A rock in a coma. A rock in a coma that's overdosing on nyquil." The face staring back at him was very much a surprise, "Keely?" For a minute he thought that maybe he was imagining things. "What are you doing here?" Her shoulders lifted in a shrug as she took a seat on the edge of his bed. "I decided to forgive you." He decided that it was best not to question her reasoning, prying would be stupid and there was always the possibility that rehashing last nights events would upset her again. Frankly, Phil could go his entire life without seeing Keely cry again. Nothing would make him happier. "Very much appreciated." She nodded, offering him a weary smile, "I thought it might be."

He had so many things that he still needed to say to her, there was so much to explain. If he'd been able to come up with the words that would fix everything he would be spitting them out right now...it was too bad that he couldn't come up with a single thing. That look in her eyes really wasn't helping his thought process either, that unfaltering innocent smile that was almost constantly playing across her lips. He really had missed waking up to her face, there had been days on end when he'd had her there, she hadn't had to wake him up because it'd just happened naturally. He'd roll over and find her laying there next to him, usually she was still asleep. Maybe it was a little weird that he'd liked watching her sleep, enjoyed the way her features reacted to whatever was going on in her dreams, eyelashes fluttering, gentle sighs. "I'm sorry."

She frowned, "I already forgave you, what are you aplogizing for?" She pushed herself up to her feet, fingers once again adjusting the hat on her head. These hats of hers were a constant thing nowadays. She didn't have long, beautiful hair to style and so she opted to buy racks worth of hats to replace said hair. If it weren't for those lingering marks under her eyes no one would ever have been the wiser. As it was, it was still relatively clear that Keely Teslow was not entirely in the best shape. Stronger? Sure. Healthier? Definitely. Not well enough to be walking home alone at three in the morning? Without a doubt.

"I don't know. Everything?" He couldn't shake off the feeling of guilt still lingering heavy on his chest, it didn't matter if she'd forgiven him. He still felt bad about the whole mess. Not to mention, he was pretty sure that she had the wrong idea about where exactly they stood. "Yesterday-" Her eyes narrowed in his direction, an immediate warning and response to whatever he was about to say. "Don't you do it, Phil Diffy. I forgave you. Now stop being such a...you and lets go do something. It's noon on a Saturday and I want to go shopping."

Of course she did. Sick or not she was still Keely.


	8. Chapter 8

"Is this really necessary?" Phil groaned. He had been standing outside of the dressing room for what seemed like hours, every few minutes Keely would parade out of the stall and do a few turns in the mirror. Then she would shake her head and return, only to emerge a second later in an entirely new outfit. Although he was very much amazed at her ability to change so quickly, he was more interested in getting out of the store and maybe, just maybe, out of the mall. He risked a glance at the watch on his wrist and found to his dismay, that only two hours had passed since they'd left his house. Why was time going by so slowly? Oh yea, because he was shopping with the pickiest girl in the universe.

"Yes, this is entirely necessary. There's a lot of effort that goes into being me and- haven't we been through this already?" He couldn't keep himself from smirking slightly at her response. "Yea, too many times. It takes hours to look as beautiful as Keely Teslow does every day," he mimicked, "I get it. Even if you are wasting your time." It was strange how annoyed he was by the fact that he couldn't currently see her as he was talking to her. She was locked up in that stupid little room and he was left sitting outside on this overcushioned bench. He could hear the rustle of clothing in the nearby stall, something that admittedly had his imagination running on full speed. The door unlocked and she stepped out, a black skirt sat low enough on her body to allow him to make out the jut of her hipbones, fancy white shirt complete with lace and frilly trim to offset the casual nature of that skirt. Oh that skirt. Why did she have to go and be so breathtaking?

"And how am I wasting my time?" He tuned into this question almost too late to hear what she was asking him. He was busy following those curves. Why did this all have to be so complicated? "You look amazing." His eyes lifted to her face, despite the pull of gravity away from that exact place. A grin replaced her previous frown, revealing a set of perfect teeth that were obviously the product of a combination of good breeding and orthodontics. "Um, thanks." For a second she looked flustered, maybe even confused and then it was gone. She did a little turn and gave him an exaggerated wink. "I told you it took effort. That doesn't really answer my question though." Phil nodded, offering her an anxious smirk as he leaned back in his chair.

"Yea," He trailed off thoughtfully, "I don't know. You know where I stand when it comes to your physical attributes." Suddenly she was laughing, "My physical attributes? Who talks like that? I have no idea where you stand when it comes to my physical attributes." Emphasis on the last part of that statement, she sat down next to him, still laughing quietly under her breath and still wearing the stores borrowed outfit. He faltered in momentary embarrassment, sometimes it was a real bother that he cared what she thought about him so much. "Well you're beautiful. Stop making fun of me." This only caused her to laugh harder, atleast until she'd pieced together what he was originally trying to say.

"I'm beautiful?" She repeated, all of the giggling had finally stopped. He was relieved up to the point when he looked at her and saw the way she was returning his gaze. As though she didn't already know it, as though it needed some kind of confirmation. "You're beautiful." He echoed, one more time, reaching out to rest his hand on top of hers on the bench. "Even when you're not trying, even when you look at me like you kind of want to choke me and inside I'm afraid that you're going to kill me, you're always beautiful." The part where he even had to remind her was kind of worrying him. Keely had her points of insecurity but for the most part, atleast by this time, she was relatively aware of her own attractiveness. He didn't like that something was making her feel any less pretty than she really was. "Are you okay?"

All it took was an instant for him to realize that she was very, very, not okay. It could've been the undoubtedly forced smile that she pushed onto her lips, or maybe it was the way that she diverted her eyes from his right at that specific moment, maybe it was something else entirely. Whatever it was, he knew. He just did. "Yea." He watched her stare at the wall for a couple of minutes, biting nervously on her lip. "I guess it's just, I don't know what I am anymore. I mean, I'm skinny and I can't wear any of my clothes without looking like a bag-lady and I have to wear these stupid hats. I always feel sick," She stopped, taking a long breath before she went on, "I just miss looking in the mirror and seeing me."

He wondered briefly how long she'd been holding that in, "Keely," He reached out, grasped onto her shoulders and pulled her to him. If he hadn't been so busy wrapping his arms around her and holding onto her, he might've gone into shock when she climbed onto his lap. Her face buried into the crook of his neck and stayed there, her arms lacing around his waist and holding tightly onto his shirt, hands balled up in tight fists around the fabric. "Listen to me," He spoke directly into her ear, leaning down so that he was certain she could hear him, no matter how quietly he was speaking. "You're still you and you're getting better. This is going to go away and you're going to be fine. You're amazing and beautiful, Pepper. Nothing can change that."

She didn't speak, choosing instead to remain exactly where she was. He wasn't about to complain; not when he had her so heavily in his senses. The scent of green-apple shampoo and sweet perfume was undeniably intoxicating; the feel of her breath on his neck was just as heady. Hot spurts of slow heavy air and her lips unconsciously pressing against his skin. He swallowed against the feelings swelling up inside of him and held onto her tighter, not particularly wanting to ever let her go. Eventually though, she pulled away. She was wearing the tiniest of smiles as she slowly removed her hands from him, leaning back so that he too had to eventually surrender his hold on her petite frame. "Thanks, Salt." Leaning forward she touched a kiss to his cheek before climbing off of his lap and returning to the stall.

He couldn't help but be reminded of the first time she'd graced him with such an action. He could still remember the touch that had at the time, been very unfamiliar and he could still remember how surprised he'd been at the time. It'd always been a surprise built out of many different things, mostly it was a creation of love and astoundment. Surprise at the fact that she was choosing to give him, of all people, that simple affection. Even now, years later, it was just as surprising.


	9. Chapter 9

By the time Phil and Keely decided to leave the mall it was dark and rain was pouring down in angry torrents. Obviously they'd spent a few too many hours inside the arcade. "Great." She muttered, crossing her arms and looking over at him from underneath the protective lip of the mall entrance. "Come on, it's just rain. We can run." He suggested, pointing towards his parents hyundai sitting directly across the parking lot. "It's a clear shot." He pointed out. She was already putting on the pout, fluttering her eyelashes in full charm-mode, "Or you could wait here and I'll pull the car around." There was that brilliant grin, "Works every time." He hung his head in shame and trudged across the parking lot. When he reached the car it was pretty clear why Keely had opted to make him go play fetch, he was soaked just from the one minute walk. The weather was remarkably unusual, but what hadn't been unusual about the last few weeks?

Obediently he pulled the car around to the front of the mall, she ran quickly from the entrance to the door, making it securely into her seat with a minimal amount of damage. "You should try out for the Olympics. You could be the star of the track team." She stared out the window as though she were seriously considering that option and then shook her head, "No thanks."

The drive from the mall to Keely's house was a short one, no more a few minutes. They'd already wasted most of it on that Olympic nonsense; this meant that Phil had to talk fast. "Keely, I know that you don't want to talk about this but I think that we need to." The groan from the passenger seat was very much audible, even if she was trying her hardest to conceal it. "What is there to say? You can't say anything to me that I don't already know." She insisted, unbuckling her seatbelt as he turned into their neighborhood. "Keely," But it was too late. They were at her house and she wasn't having any of what he was trying to say. Before he could get a word in edgewise she'd climbed out of the car, "I'll see you tomorrow, Diffy." He sighed, "Yea, later, Teslow." She ran through the downpour to her front porch, he sat there until she was inside of the safety of her home and then drove the short distance to his parent's house.

He'd been lying on his bed for quite some time before he heard the gentle tapping on his door, "Phil? Honey? Are you awake?" Despite being in his parent's house, he frequently forgot that they were there. So much of his time was spent running around with Keely that he hardly ever saw them, regardless of living with them until next semester when he finally went back to school. "Yea mom." He forced himself into a sitting position as the door opened and his mother stepped into the room. She was brandishing a nice sized cardboard box in her hands, a box with PHILS STUFF printed in black permanent marker on the side.

"I almost forgot to give you this, when you moved you forgot a ton of your things. As much as Pim wanted to keep half of it we decided that it was better to give it back to you. Or atleast let you look at it before she started rooting around for things she could break." The woman shook her head in dismay before walking over and setting the box down beside him on the bed. "Thanks for that." He laughed. Barb's hand landed tenderly on his shoulder, giving it a gentle squeeze before she moved away. "You're welcome, oh and if you want to talk-" He shook his head as soon as the words were out of her mouth, "I've got to work through this on my own, Mom." She nodded, understanding exactly what he was trying to say, "I know. It sucks." With this simple statement she turned around and left him alone in his bedroom.

"What's inside you?" He didn't think about the box and how it couldn't exactly reply to his question, instead he pulled it open and started going through his own personal belongings. There was his childhood blanket (an item he'd thrown out when he'd found something better to sleep with), a case of cds Keely had burned for him (it'd become quickly useless when he'd put all of the music onto a more futuristic gadget), a pile of clothing he couldn't fit into anymore (and wouldn't wear if he could) and underneath of it all was another box, a tiny box lined in velvet. His curiousity perked as he dislodged the box from between a pair of tennis shoes. As much as the box itself was a surprise, the object inside of the box was even more shocking.


	10. Chapter 10

"How?" His face was contorted in an expression of the utmost confusion and indecision, no matter how many times he blinked though, nothing about what he was looking at changed. It was still the same black velvet box and it was still holding the same object. One silver engagement ring, a ring that he'd seen before on Keely's finger in the Giggle. He remembered the content look on her face at the realization that her future was even brighter than she'd hoped, he'd asked her if she wanted to see who her future husband would be. She'd told him that she'd wait for the surprise. Well...surprise? He removed the ring from the box, cradling it delicately in his hand, as though he might break it with anything more than a feathers touch. Fingertip traced the etching in the jewelry, throat tightening to an uncomfortable point. Then, silently, he put the ring back in its box and stored the case inside of his dresser.

No matter how surprised he was by the whole situation he was still curious about it too. "Mom?" He called out as he stepped into the hallway. "Yep," He traced the sound of her voice into the kitchen where she was currently attempting to cook what appeared to be a cake. Phil chose not to ask any questions about the dessert, there were more important things on his mind. "Is that your ring in the box?" He watched her gaze shift down to her hand where her wedding ring was still sitting proudly on her finger, "It's not Keely's?" She pondered, frowning in consideration. "No. Well I mean, I don't know. It's not yours?" She shook her head, continuing to mix the cake batter. "No, I thought maybe she forgot it here one day. Must've belonged to the people who used to live here." He nodded, looking to the window at the rain that was still pounding against the glass. "Yea. I guess."

Suddenly it was very clear what he had to do. If he had that ring it could only mean one thing. It was him. That meant that he had to make this thing right, he had to explain himself to her even if it meant tying her up so that he could do it. If it was going to be him they obviously had to fix this. He only caught the tail end of his mother's reply as he went out the door, "Be careful!" He didn't answer her, in large part because the door was closed. Maybe it wasn't the best decision to walk the distance to Keely's house, it'd just seemed like a good idea at the time to sprint from his yard to hers. He regretted it when by the time he was at her door he was dripping water.

"Keely! Keely answer the door!" Fist pounded insistently against the wooden frame, rain beat against the back of his suddenly noticeably thin sweatshirt. "Come on!" Finally, after what seemed like centuries the door opened and she stared at him, bewildered. "Are you crazy? It's pouring! You're soaked, Phil, you're going to get-" He disrupted her spiel by grabbing her forcefully and pulling her out of the door and into his grasp. Lips collided roughly with hers, his hands rising to rest on her cheeks. In the back of his mind he registered the sound of the door swinging closed behind her, he made out the persistent sound of water on pavement and he noticed how she held onto his sides, fingers pulling down on his sopping wet sweater. More prominent was the pounding of his heart in his ears, the spark that passed from her mouth to his, lighting all of his nerves on fire.

It took him awhile to convince himself to pull away from her, and it took him even longer to remember how to speak. He was still busy stumbling over his own thoughts and tripping on the way his entirety was jumbled by that one kiss. "I love you." He was still holding her face gingerly in his hands, thumb caressing her cheek. "I'm in love with you." She sniffed noticeably, eyes never faltering from his, he couldn't tell if she was crying or if it was just the rain dampening her face. Then she was kissing him again, pushing herself up on her toes to press another heated touch to his lips. He was glad that eventually he'd grown enough to be taller than her, a good deal taller than her actually. She jerked him with her back against the now closed door, a spot that shielded them at least slightly from the weather. "I love you more, Salt." Her voice was little more than a whisper, having pulled back just enough to speak, their proximity still so close that their noses were brushing together. "Well, that's not exactly possible, Pepper." Phil insisted. She laughed quietly, turning around to open the door and guide him inside behind her. "Come on. I don't need you getting sick on me."


	11. Finale

**DISCLAIMER: **Not mine. If it was, the show would still be on the air.

**AN: **So, I realized that I had never actually finished this story. Then I decided that it deserved something reminiscent of an ending, if only for the sake of anyone who ever bothered to read it. I won't be surprised if it doesn't get any reviews, this is just as much for me as it is for you. I'm sorry if it seems rushed or awkward, just remember that it's been a very long time since I've updated this story. I hope you enjoy the effort, sorry if it isn't up to par.

* * *

They were soaked. He was shivering as she led him up the stairs and into her bedroom, it was a place where he had been hundreds of times before, but now it felt like an entirely different experience. He watched as she moved silently over to her dresser, pulling open drawers and searching for something that either of them would be capable of wearing. Eventually she found what she'd apparently been looking for, and turned back around to face him. In her hands she held one of his old shirts, it bore the insignia of their High School and would probably fit him a little awkwardly, but it was better than nothing. "This is the best I can do." She explained apologetically, setting the shirt down on the edge of the bed for him to retrieve. There was not a man in the house, Phil hadn't expected her to come up with something that'd be a perfect fit. "I don't really have pants, well, not unless you want to wear my sweats." Grinning at the idea, she turned to start shuffing through her drawers again. 

"I think I'll pass." He pulled his sweater and shirt off over his head, hanging the drenched articles over the bedpost. The rustle of clothing on skin seemed to perk her interest, she glanced over her shoulder at him, eyes trailing quickly over him before she returned to the task at hand. "I've got boxers." This added piece of information was only there so that words were in the air, so that the silence between them wasn't deafening. Sure, he was wearing boxers. It was nothing that she hadn't seen before, and it was probably something that she was perfectly aware of without him reminding her. Which was most likely the reason behind her only response, a curt nod of her head as she grabbed a set of pajamas from the top drawer. "Keely, what's going on in your head?" She hadn't said a single serious word to him since they'd stepped inside her house, somehow losing all of her sensibility between the kiss at the door, and the entrance into her bedroom.

"I don't know. I was just thinking-" She started, realizing mid sentence that Phil still hadn't put on the shirt she'd offered him. Teeth closed roughly down on her lower lip, biting hard into the flesh as she tried to avoid looking too completely at him. He was something to look at, there was no doubt about that. Sure, he'd been a weasly guy in middle school, skinny and kind of wimpy. Now that wasn't completely the case. He was still a little wirey, but now it was clear that there was a good coating of lean muscle over his body. She had a difficult time ignoring the sudden exposure, even more difficult since she was now looking directly at him. He stepped forward to place his hands on her waist, fingers grasping onto the clingy fabric of her tank top. Obviously he hadn't failed to notice the attention she was paying him, there were a lot of things that she could hide from Phil, but that hunger...it'd never been one of them.

"Thinking about what?" He wondered, pushing gently upward on her tank top, relishing the feeling of his fingertips brushing over inches of slowly exposed skin. He refused to look down at what he was doing though, demanded that his eyes remained connected firmly to hers even if he could feel her shaking underneath of his hands. Shivering either from the cold, the water still dripping down her back, or from other outside forces. "What's there to think about?" He observed the careful flicker in her eyes, didn't allow himself a smirk of happiness when she lifted her arms so that he could remove the pajama top from her body entirely. She didn't answer his question immediately, instead reaching out to pull him into her. Her body pressed against his, his eyes never leaving hers even when he felt the cold of her body, the damp reminder of water on her bare skin. He dropped his hands to her legs, lifting her gently up into his arms so he could take her with him to her bed. "Thinking about what, Keely?" He repeated, as he placed her on top of the comforter, moving immediately to rest above her.

She looked up at him, eyes dark with a force that he couldn't easily identify. "How much I really do love you, how I don't think I could do this again. I can't lose you, not when I've already lost you twice before." It was at this precise moment that he pulled away from her, sat up on the edge of the bed and dug into the pockets of his jeans. She remained unmoving on the bed, her head resting on the pillowcase, eyes slid closed in silent exhaustion. Assumptions led her to believe that Phil was looking for the keys to his car, that he had already changed his mind, maybe he'd realized that she was too much to handle. Maybe she was questioning him a little too much, and he'd accepted that it was nothing short of completely, and totally over. Then he removed the case from his pocket, that same tiny black box that his mother had given to him. Keely missed this movement, her eyes were still squeezed tightly shut. She didn't open them again until she felt his hand move to rest on top of hers.

"Keely, I need you to look at me." Reluctantly, she obeyed this command. Turquoise eyes opened forcefully, shooting immediately to his face. She didn't notice the box in his hands, he was cradling it safely between his palms, hiding it carefully from her view. "This isn't like before. I couldn't do that to you again, I didn't want to do it the first time." Eyes knitted together in frustration, head shaking in anger at the words that were so knotted up inside of his head. "Leaving you...was the biggest mistake that I've ever made." The laugh that passed from his lips in that moment was a humorless one, a flat nose that only existed to emphasize the point. "You're everything that was ever anything to me, always have been. Always will be." The words came out so matter-of-factly that she couldn't even begin to doubt their validity. She could only watch him curiously, unsure as to whether or not he was done, or if she should offer him some kind of reassurance. The look in his eyes ended any idea at replying that might've been surfacing on the tip of her tongue. The determination on his face, like this was something that he needed to get out completely, and needed to get out right now.

He pushed himself off the mattress and she started to move so that she could grab onto him, stop him from abandoning her just when things were looking up. She halted as soon as she realized that he wasn't going anywhere, that he was only kneeling at the edge of the bed. Then he opened his hands and she saw the box that he was holding onto so protectively. "I love you, Keely Teslow." These were words that he had said so many times before that by now, he had completely last track of the number. He knew only that it was a large one, just in the sum of one day he had found himself uttering them several times. So frequently that he suspected that they might've lost their power. Drawing his eyes away from hers in embarassment, he popped open the velvet container, holding it out in the palm of his hands, so she could clearly see what he was offering her. "Will you marry me?"

The realization dawned immediately in her expression, it took her no more than a couple seconds to identify the ring that she was looking at as the same one that she'd seen future Keely wearing. She had hoped years ago that it'd be Phil that gave it to her, known even at that long gone moment in time that he was the only person she could ever see herself spending eternity with. Which only made the fear in his eyes more amusing to her, so amusing that she couldn't keep herself from grinning before she had even though to reply. "Yes, yes of course I will." Her hands closed quickly onto his face, pulling him to her in a sweeping kiss that eventually forced her off her bed, and awkwardly into his lap on the floor. Arms wrapped tightly around his neck, embrace tightening even though she feared that she would end up strangling him with her love. That it would be too great for either of them to contain, and that it might swallow them whole before they'd had time to properly celebrate this development. As she pulled back, he removed the ring from the box, took her hand in his and slid it tenderly onto her finger. "I love you. I love you so much, Phil Diffy." The tears swam in her eyes, but these were the good kind. The sort that made him grin so broadly that it actually made his cheeks ache, and yes, it was scary. Yes, it was a very big step. No, he didn't particularly care. That look, it was enough to wipe away all of the worry in the world, enough to make him vividly sure of the fact that they were going to be perfectly fine. He loved her. Nothing else mattered.

_"I am thinking it's a sign that the freckles in our eyes are mirror images,_

_And when we kiss they're perfectly aligned._

_And I have to speculate, that God himself did make _

_Us into corresponding shapes, _

_Like puzzle pieces from the clay."_


End file.
